afib-20220811
0001522860FALSE00015228602022-08-112022-08-11

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________________________
FORM 8-K
_________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 11, 2022
_________________________________________
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Acutus Medical, Inc.
(Exact name of Registrant as Specified in Its Charter)
_________________________________________
Delaware001-3943045-1306615
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
2210 Faraday Ave., Suite 100
Carlsbad, CA
92008
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code: (442) 232-6080
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
_________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, par value $0.001AFIBThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

1


Item 2.02. Results of Operations and Financial Condition.

On August 11, 2022, Acutus Medical, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the quarter ended June 30, 2022. A copy of this press release is attached as Exhibit 99.1 to this current report on Form 8-K.

The information under Item 2.02 in this current report on Form 8-K and the related information in the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01.    Financial Statements and Exhibits.
(d)Exhibits
Exhibit
Number
Description
99.1
104.0Cover Page Interactive Data File (embedded within the Inline XBRL document)
2


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Acutus Medical, Inc.
Date: August 11, 2022By:
/s/ David Roman
David Roman
President, Chief Executive Officer and Chief Financial Officer
3
Document
Exhibit 99.1
Press Release
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Acutus Medical Reports Second Quarter 2022 Financial Results

Carlsbad, Calif. – August 11, 2022 – Acutus Medical, Inc. (“Acutus” or the “Company”) (Nasdaq: AFIB), an arrhythmia management company focused on improving the way cardiac arrhythmias are diagnosed and treated, today reported results for the second quarter of 2022.
Recent Updates:
Reported revenue of $4.1 million in the second quarter of 2022, compared to $3.7 million in the first quarter of 2022, and $4.7 million in the same quarter last year.
Global mapping procedures volumes increased 20% from the same quarter last year.
Completed first closing of the left-heart access portfolio sale to Medtronic, Inc. and debt refinancing to fund strategic growth priorities on June 30, 2022.

“Our teams continued to execute our strategy in the second quarter, as we intensify focus on utilization and procedure volume as the key drivers of our business,” said David Roman, President & CEO of Acutus. “We registered another quarter of record procedure volumes with year-over-year growth worldwide. Higher procedure volume was complemented by increased revenue share capture within our accounts, as electrophysiologists increase adoption of the Acutus product portfolio. In addition to positive trends in utilization, we made significant strides to strengthen our financial position, completing the first closing of our left-heart access portfolio sale to Medtronic, refinancing our debt, and implementing further cost reduction initiatives.”
Second Quarter 2022 Financial Results
Revenue was $4.1 million for the second quarter of 2022, compared to $4.7 million in the second quarter last year. This decrease of $0.6 million, or 13%, was primarily attributable to a decrease of $0.5 million in capital revenue and $0.2 million in disposable revenue as stocking orders for AcQMap installs declined with the decrease in new customer accounts. Gross margin was negative 138% for the three months ended June 30, 2022 and negative 59% for the three months ended June 30, 2021. This decrease in gross margin was primarily attributable to excess and obsolescence charges to inventory, recognition of manufacturing variances, and idle capacity on console manufacturing.
Excluding the net gain on the sale of our left-heart access portfolio of $43.6 million, operating expenses on a GAAP basis were $23.0 million for the second quarter of 2022, compared with $24.5 million in the same quarter last year. The decrease of $1.5 million was primarily attributable to a decrease of $2.7 million related to headcount related expenses, offset by a change in fair value of $1.2 million for the contingent consideration related to the acquisition of Rhythm Xience, Inc.

Net income on a GAAP basis was $5.7 million for the second quarter of 2022 and net income per share was $0.16 on a weighted average basic and diluted outstanding share count of 28.3 million, compared to a net loss of $28.7 million and a net loss per share of $1.02 on a weighted average basic and diluted outstanding share count of 28.2 million in the same period of the prior year. Excluding amortization of acquired intangibles, non-cash stock-based compensation expense, goodwill impairment, gain on sale of business, debt refinancing charges, restructuring charges, the employee retention credit benefit and changes in the fair value of contingent consideration, the Company’s non-GAAP net loss for the second quarter of 2022 was $26.2 million, or $0.93 per share, compared to a net loss of $25.0 million, or $0.89 per share in the same period of the prior year.

Total cash, cash equivalents, marketable securities and restricted cash was $93.1 million as of June 30, 2022.
Non-GAAP Financial Measures
This press release includes references to non-GAAP net loss and non-GAAP net loss per share, which are non-GAAP financial measures, to provide information that may assist investors in understanding the Company’s financial results and assessing its prospects for future performance. The Company believes these non-GAAP financial measures are important indicators of its operating performance because they exclude items that are primarily non-cash accounting line items unrelated to, and may not be indicative of, the Company’s core operating results. These non-GAAP financial measures, as Acutus calculates them, may not necessarily be comparable to similarly titled measures of other companies and may not be appropriate measures for comparing the performance of other companies relative to the Company. These non-GAAP financial results are not intended to represent and should not be considered to be more meaningful measures than, or alternatives to, measures of operating performance as determined in accordance with GAAP. Non-GAAP net loss is defined as net income (loss) before income taxes,


Press Release
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adjusted for stock-based compensation, amortization of acquisition-related intangibles, acquisition related costs, discontinued operations, asset/goodwill impairments, changes in the fair value of contingent consideration, restructuring charges, stock repurchases and other adjustments for non-operating items, such as gain on sale of business, debt financing charges, and employee retention credit benefits. To the extent such non-GAAP financial measures are used in the future, the Company expects to calculate them using a consistent method from period to period. A reconciliation of the most directly comparable GAAP financial measure to the non-GAAP financial measure has been provided under the heading “Reconciliation of GAAP Results to Non-GAAP Results” in the financial statement tables attached to this press release.
Webcast and Conference Call Information
Acutus will host a conference call to discuss the second quarter 2022 financial results after market close on Thursday, August 11, 2022 at 1:30 p.m. Pacific Time / 4:30 p.m. Eastern Time. To access the live call via telephone, please register in advance using the link: https://register.vevent.com/register/BI91a149ee60de483ab484237f5ac7b27c. Upon registering, each participant will receive an email confirmation with dial-in numbers and a unique personal PIN that can be used to join the call. The live webinar of the call may be accessed by visiting the Events section of the Acutus investor relations website at ir.acutusmedical.com. A replay of the webinar will be available shortly after the conclusion of the call and will be archived on the company’s website.
About Acutus Medical, Inc.
Acutus is an arrhythmia management company focused on improving the way cardiac arrhythmias are diagnosed and treated. Acutus is committed to advancing the field of electrophysiology with a unique array of products and technologies which will enable more physicians to treat more patients more efficiently and effectively. Through internal product development, acquisitions and global partnerships, Acutus has established a global sales presence delivering a broad portfolio of highly differentiated electrophysiology products that provide its customers with a complete solution for catheter-based treatment of cardiac arrhythmias. Founded in 2011, Acutus is headquartered in Carlsbad, California.
Caution Regarding Forward-Looking Statements
This press release includes statements that may constitute “forward-looking” statements, usually containing the words “believe,” “estimate,” “project,” “expect” or similar expressions. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, the Company’s ability to continue to manage expenses and cash burn rate at sustainable levels, continued acceptance of its products in the marketplace, the effect of global economic conditions on the ability and willingness of customers to purchase the Company’s systems and the timing of such purchases, competitive factors, changes resulting from healthcare policy in the United States and globally, including changes in government reimbursement of procedures, dependence upon third-party vendors and distributors, timing of regulatory approvals, the impact of the coronavirus (COVID-19) pandemic and Acutus’ response to it, and other risks discussed in the Company’s periodic and other filings with the Securities and Exchange Commission. By making these forward-looking statements, Acutus undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Investor Contact:
Media Contact:
Caroline Corner
Levitate
Westwicke ICR
M: 260-408-5383
D: 415-202-5678acutus@levitatenow.com
caroline.corner@westwicke.com


Press Release
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Acutus Medical, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except per share amounts)June 30, 2022December 31,
2021
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents$46,567 $24,071 
Marketable securities, short-term42,400 76,702 
Restricted cash, short-term150 150 
Accounts receivable2,596 3,633 
Inventory15,307 16,408 
Prepaid expenses and other current assets9,030 5,326 
Total current assets116,050 126,290 
Marketable securities, long-term— 7,120 
Restricted cash, long-term4,000 — 
Property and equipment, net11,366 13,670 
Right-of-use assets, net4,191 4,521 
Intangible assets, net1,683 5,013 
Goodwill— 12,026 
Other assets1,040 1,152 
Total assets$138,330 $169,792 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable$7,975 $7,519 
Accrued liabilities9,138 9,096 
Contingent consideration, short-term1,800 1,500 
Operating lease liabilities, short-term437 395 
Warrant liability3,379 — 
Total current liabilities22,729 18,510 
Operating lease liabilities, long-term4,346 4,591 
Long-term debt34,199 40,415 
Contingent consideration, long-term400 500 
Other long-term liabilities50 
Total liabilities61,679 64,066 
Stockholders' equity
Preferred stock, $0.001 par value— — 
Common stock, $0.001 par value28 28 
Additional paid-in capital590,429 584,613 
Accumulated deficit(512,997)(478,698)
Accumulated other comprehensive loss(809)(217)
Total stockholders' equity76,651 105,726 
Total liabilities and stockholders' equity$138,330 $169,792 


Press Release
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Acutus Medical, Inc.
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
Three Months Ended
June 30,
Six Months Ended
June 30,
(in thousands, except share and per share amounts)2022202120222021
(unaudited)(unaudited)
Revenue$4,076 $4,709 $7,757 $8,300 
Costs and operating (income) expenses:
Cost of products sold9,697 7,492 16,638 14,447 
Research and development7,935 9,174 15,938 18,544 
Selling, general and administrative14,143 15,601 28,528 31,853 
Goodwill impairment— — 12,026 — 
Restructuring— — 949 — 
Change in fair value of contingent consideration948 (258)955 (1,411)
Gain on sale of business(43,575)— (43,575)— 
Total costs and operating (income) expenses(10,852)32,009 31,459 63,433 
Income (loss) from operations14,928 (27,300)(23,702)(55,133)
Other income (expense):
Loss on debt extinguishment(7,947)— (7,947)— 
Interest income27 29 51 69 
Interest expense(1,290)(1,456)(2,701)(2,844)
Total other expense, net(9,210)(1,427)(10,597)(2,775)
Income (loss) before income taxes5,718 (28,727)(34,299)(57,908)
Income tax benefit— — — — 
Net income (loss)$5,718 $(28,727)$(34,299)$(57,908)
Other comprehensive income (loss)
Unrealized gain (loss) on marketable securities18 (39)10 
Foreign currency translation adjustment(387)92 (553)(134)
Comprehensive income (loss)$5,349 $(28,631)$(34,891)$(58,032)
Basic net income (loss) per common share$0.16 $(1.02)$(1.22)$(2.06)
Diluted net income (loss) per common share$0.16 $(1.02)$(1.22)$(2.06)
Basic weighted average shares outstanding28,339,362 28,152,305 28,229,338 28,092,329 
Diluted weighted average shares outstanding28,349,429 28,152,305 28,229,338 28,092,329 


Press Release
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Acutus Medical, Inc.
Condensed Consolidated Statements of Cash Flows
Six Months Ended
June 30,
(in thousands)20222021
(unaudited)
Cash flows from operating activities
Net loss$(34,299)$(57,908)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense3,145 2,747 
AcQMap Systems converted to sales110 — 
Sales-type lease gain(57)— 
Amortization of intangible assets320 320 
Stock-based compensation expense5,613 6,686 
Amortization of premiums and accretion of discounts on marketable securities, net264 797 
Amortization of debt issuance costs641 672 
Amortization of right-of-use assets321 343 
Goodwill impairment12,026 — 
Loss on debt extinguishment7,947 — 
Gain on sale of business(43,575)— 
Change in fair value of contingent consideration955 (1,411)
Changes in operating assets and liabilities:
Accounts receivable1,037 (1,199)
Inventory1,101 (1,705)
Prepaid expenses and other current assets(3,592)2,501 
Other assets223 (289)
Accounts payable236 (2,727)
Accrued liabilities(386)1,600 
Operating lease liabilities(203)(342)
Other long-term liabilities(45)— 
Net cash used in operating activities(48,218)(49,915)
Cash flows from investing activities
Proceeds from sale of business50,000 — 
Direct costs paid related to sale of business(2,488)— 
Purchases of available-for-sale marketable securities— (9,134)
Sales of available-for-sale marketable securities13,099 4,590 
Maturities of available-for-sale marketable securities27,787 44,407 
Purchases of property and equipment(1,718)(5,841)
Net cash provided by investing activities86,680 34,022 
Cash flows from financing activities
Repayment of debt(44,550)— 
Penalty fees paid for early prepayment of debt(1,074)— 
Borrowing under new debt35,000 — 
Payment of debt issuance costs(624)— 
Payment of deferred offering costs— (10)
Payment of contingent consideration(598)(2,758)
Repurchase of common shares to pay employee withholding taxes(45)— 
Proceeds from stock options exercises66 619 
Proceeds from employee stock purchase plan182 — 
Net cash used in financing activities(11,643)(2,149)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(323)(65)
Net change in cash, cash equivalents and restricted cash26,496 (18,107)
Cash, cash equivalents and restricted cash, at the beginning of the period24,221 25,384 
Cash, cash equivalents and restricted cash, at the end of the period$50,717 $7,277 


Press Release
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Acutus Medical, Inc.
Reconciliation of GAAP Results to Non-GAAP Results
(Unaudited)
Three Months Ended June 30, 2022Cost of products soldResearch and developmentSelling, general and administrativeIncome (loss) from operationsOther expenses, netNet income (loss)Net income allocated to common stockholdersBasic and diluted EPS
Reported$9,697 $7,935 $14,143 $14,928 $(9,210)$5,718 $4,521 $0.16 
Amortization of acquired intangibles(155)— (5)160 — 160 160 0.01 
Stock-based compensation(225)(554)(1,802)2,581 — 2,581 2,581 0.09 
Change in fair value of contingent consideration— — — 948 — 948 948 0.03 
Gain on sale of business— — — (43,575)— (43,575)(43,575)(1.54)
Loss on debt extinguishment— — — — 7,947 7,947 7,947 0.28 
Net income allocated to participating securities— — — — — — 1,197 0.04 
Adjusted$9,317 $7,381 $12,336 $(24,958)$(1,263)$(26,221)$(26,221)$(0.93)
Three Months Ended June 30, 2021Cost of products soldResearch and developmentSelling, general and administrativeLoss from operationsOther expenses, netNet lossBasic and diluted EPS
Reported$7,492 $9,174 $15,601 $(27,300)$(1,427)$(28,727)$(1.02)
Amortization of acquired intangibles— — (160)160 — 160 0.01 
Stock-based compensation(223)(629)(2,924)3,776 — 3,776 0.13 
Change in fair value of contingent consideration— — — (258)— (258)(0.01)
Adjusted$7,269 $8,545 $12,517 $(23,622)$(1,427)$(25,049)$(0.89)



Press Release
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Acutus Medical, Inc.
Key Business Metrics
Installed Base & Procedure Volumes

Our total installed base as of June 30, 2022 and 2021 are set forth in the table below:
 June 30,
20222021
Key Business Metrics(unaudited)
Installed base (1)
75 70 
(1) Installed base includes AcQMap Systems.

Our total procedure volumes for the three and six months ended June 30, 2022 and 2021 is set forth in the table below:


Three Months Ended June 30,
Six Months Ended June 30,
2022202120222021
Key Business Metrics(unaudited)(unaudited)
Procedure volumes481 401948 768


Revenue
The following table sets forth the Company’s revenue for disposables, systems and service/other for the three and six months ended June 30, 2022 and 2021 (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2022202120222021
(unaudited)(unaudited)
Disposables$3,334 $3,509 $6,545 $5,852 
Systems346 799 346 1,768 
Service/Other396 401 866 680 
Total revenue$4,076 $4,709 $7,757 $8,300 
The following table provides revenue by geographic location for the three and six months ended June 30, 2022 and 2021 (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2022202120222021
(unaudited)(unaudited)
United States$2,037 $2,486 $4,060 $4,068 
Outside the United States2,039 2,223 3,697 4,232 
Total revenue$4,076 $4,709 $7,757 $8,300